Agmt11 Digital Payment Technologies-DPT

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Enterprise Management System Customer Agreement Page 7 (3) The limitations set forth in this section shall apply even if other remedies fail of their essential purpose. 11. INDEPENDENT CONTRACTOR STATUS DPT shall perform all Services under this Agreement as an "independent contractor" and not as an agent of the Customer. Nothing herein shall be construed to create any legal partnership, joint venture, agency or any other relationship between DPT and the Customer. Neither DPT nor the Customer shall at any time have the power to bind the other party. 12. FORCE MAJEURE Neither party shall be responsible for any delay or failure of performance resulting from any events or conditions not reasonably within the control of such party, which events or conditions prevent in whole or in part the performance by such party of its obligations hereunder or which renders the performance of such obligations so difficult or costly as to make performance commercially unreasonable. In such event, the party affected shall be excused from performance on a day -to -day basis to the extent of such interference, and the other party shall likewise be excused from the performance of its obligations on a day- for -day basis to the extent such party's obligations relate to the performance so interfered with. 13. ACCESS SECURITY STANDARDS The Customer agrees to impose upon its computer equipment security standards reasonably acceptable to DPT to protect the Services from any unauthorized access or possible unauthorized access. 14. PARTIAL INVALIDITY The enforceability or invalidity of any provision of this Agreement shall not render any other tY tY Y p g Y provision hereof p unenforceable or invalid. 15. THIRD PARTIES Nothing in this Agreement is intended to confer any rights or remedies under or by reason of this Agreement on any persons other than the parties hereto and their respective legal representatives, successors, and permitted assigns, nor is anything in this Agreement intended to relieve or discharge the obligation /liability of any third persons to any party to this Agreement, nor shall any provision in this Agreement give any third persons any right or subrogation or action over or against any party to this Agreement.